Lbi Media Holdings Inc Sample Contracts

FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • July 13th, 2012 • Lbi Media Holdings Inc • Radio broadcasting stations • Delaware

This Indemnification Agreement (“Agreement”) is made as of [—], 2012 by and between [Liberman Broadcasting, Inc., a Delaware corporation][LBI Media Holdings, Inc., a Delaware corporation][LBI Media, Inc., a California corporation] (the “Company”), and [—] (“Indemnitee”).

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LBI MEDIA, INC. INDENTURE Dated as of March 18, 2011 U.S. Bank National Association Trustee
Indenture • March 18th, 2011 • Lbi Media Holdings Inc • Radio broadcasting stations • New York

INDENTURE dated as of March 18, 2011 among LBI Media, Inc., a California corporation (and its successors in interest) (the “Company”), the Guarantors listed on Schedule I hereto (the “Guarantors”) and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).

LBI MEDIA HOLDINGS, INC. REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 30th, 2003 • Lbi Media Holdings Inc • New York

LBI Media Holdings, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to Credit Suisse First Boston LLC, UBS Securities LLC and Fleet Securities, Inc. (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated October 3, 2003 (the “Purchase Agreement”), $68,428,000 aggregate principal amount at maturity of its 11% Senior Discount Notes due 2013 (the “Initial Securities”). The Initial Securities will be issued pursuant to an Indenture, dated as of October 10, 2003 (the “Indenture”), between the Company and U.S. Bank, N.A., a national banking association, as trustee (the “Trustee”). As an inducement to the Initial Purchasers to enter into the Purchase Agreement, the Company agrees with the Initial Purchasers, for the benefit of the Initial Purchasers and the holders of the Securities (as defined below) (collectively the “Holders”), as follows:

LBI MEDIA, INC. INDENTURE Dated as of December 31, 2012 U.S. Bank National Association Trustee
Indenture • January 3rd, 2013 • Lbi Media Holdings Inc • Radio broadcasting stations • New York

INDENTURE dated as of December 31, 2012 among LBI Media, Inc., a California corporation (and its successors in interest) (the “Company”), the Guarantors listed on Schedule I hereto (the “Guarantors”) and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).

LIBERMAN BROADCASTING, INC. STOCK INCENTIVE PLAN STOCK OPTION AGREEMENT
Stock Option Agreement • March 31st, 2009 • Lbi Media Holdings Inc • Radio broadcasting stations • Delaware

THIS STOCK OPTION AGREEMENT (this “Option Agreement”) dated December 12, 2008 by and between Liberman Broadcasting, Inc., a Delaware corporation (the “Corporation”), and Wisdom Lu (the “Participant”) evidences the stock option (the “Option”) granted by the Corporation to the Participant as to the number of shares of the Corporation’s Common Stock, par value $0.001 per share, first set forth below.

THIRD SUPPLEMENTAL INDENTURE
Supplemental Indenture • May 15th, 2007 • Lbi Media Holdings Inc • Radio broadcasting stations • New York

THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 23, 2007 among Liberman Broadcasting of Dallas LLC, Liberman Broadcasting of Dallas License LLC, Liberman Television of Houston LLC, KZJL License LLC, Liberman Broadcasting of Houston LLC, Liberman Broadcasting of Houston License LLC, Liberman Television of Dallas LLC and Liberman Television of Dallas License LLC (each a “Guaranteeing Subsidiary” and collectively, the “Guaranteeing Subsidiaries”), each a Delaware limited liability company and a subsidiary of LBI Media, Inc. (or its permitted successor), a California corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, a national banking association, as trustee under the Indenture referred to below (the “Trustee”).

CONSENT AGREEMENT AND FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • November 26th, 2012 • Lbi Media Holdings Inc • Radio broadcasting stations • New York

This SECOND AMENDED AND RESTATED CREDIT AGREEMENT effective as of [•], 2012 (this “Agreement”), is among LBI MEDIA, INC., THE GUARANTORS PARTY HERETO, THE LENDERS PARTY HERETO, CREDIT SUISSE SECURITIES (USA) LLC, as Lead Arranger, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Collateral Trustee.

ASSET PURCHASE AGREEMENT BY AND AMONG LIBERMAN BROADCASTING OF CALIFORNIA LLC, a California limited liability company LBI RADIO LICENSE LLC, a California limited liability company SUN CITY COMMUNICATIONS, LLC a Delaware limited liability company AND...
Asset Purchase Agreement • November 14th, 2008 • Lbi Media Holdings Inc • Radio broadcasting stations • California

This ASSET PURCHASE AGREEMENT (this “Agreement”) is dated September 12, 2008, by and among Liberman Broadcasting of California LLC, a California limited liability company (“LBI”), LBI Radio License LLC, a California limited liability company (“License Sub” and together with LBI, “Buyer”), Sun City Communications, LLC, a Delaware limited liability company (“Sun City”) and Sun City Licenses, LLC, a Delaware limited liability company (“License Holder” and together with Sun City, “Seller”). Seller and Buyer are sometimes referred to herein as the “Parties” and each as a “Party.”

FIRST AMENDMENT AND CONSENT TO AMENDED AND RESTATED TERM LOAN AGREEMENT
Term Loan Agreement • May 15th, 2007 • Lbi Media Holdings Inc • Radio broadcasting stations • New York

FIRST AMENDMENT AND CONSENT TO AMENDED AND RESTATED TERM LOAN AGREEMENT dated as of March 16, 2007 (this “Amendment”), among LBI MEDIA, INC. (the “Borrower”), THE GUARANTORS PARTY HERETO, THE LENDERS PARTY HERETO and CREDIT SUISSE, CAYMAN ISLANDS BRANCH, as Administrative Agent (in such capacity, the “Administrative Agent”), and as Collateral Agent (in such capacity, the “Collateral Agent”).

THIRD SUPPLEMENTAL INDENTURE
Third Supplemental Indenture • March 30th, 2007 • Lbi Media Holdings Inc • Radio broadcasting stations • New York

THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 23, 2007 among Liberman Broadcasting of Dallas LLC, Liberman Broadcasting of Dallas License LLC, Liberman Television of Houston LLC, KZJL License LLC, Liberman Broadcasting of Houston LLC, Liberman Broadcasting of Houston License LLC, Liberman Television of Dallas LLC and Liberman Television of Dallas License LLC (each a “Guaranteeing Subsidiary” and collectively, the “Guaranteeing Subsidiaries”), each a Delaware limited liability company and a subsidiary of LBI Media, Inc. (or its permitted successor), a California corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, a national banking association, as trustee under the Indenture referred to below (the “Trustee”).

SEVERANCE AND MUTUAL GENERAL RELEASE AGREEMENT
Severance Agreement • March 30th, 2007 • Lbi Media Holdings Inc • Radio broadcasting stations • California

THIS SEVERANCE AND MUTUAL GENERAL RELEASE AGREEMENT (this “Agreement”), by and between William Speed Keenan (the “Employee”) and LBI Media, Inc, a California Corporation (“LBI Media”), includes a general release of claims executed by the Employee as a condition for receiving severance pay as set forth herein.

FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • March 31st, 2005 • Lbi Media Holdings Inc • Radio broadcasting stations • New York

FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 15, 2004 (this “Amendment”), among LBI MEDIA, INC., THE GUARANTORS PARTY HERETO, THE LENDERS PARTY HERETO and CREDIT SUISSE FIRST BOSTON, as Administrative Agent and Lead Arranger.

LBI HOLDINGS I, INC. THIRD AMENDMENT TO SECURITIES PURCHASE AGREEMENT AND SUBORDINATION AND INTERCREDITOR AGREEMENT
Securities Purchase Agreement and Subordination and Intercreditor Agreement • March 30th, 2007 • Lbi Media Holdings Inc • Radio broadcasting stations • Massachusetts

THIS THIRD AMENDMENT TO SECURITIES PURCHASE AGREEMENT, AND SUBORDINATION AND INTERCREDITOR AGREEMENT (this “Amendment”) is dated as of May 8, 2006 and entered into by and among LBI Holdings I, Inc., a California corporation (the “Company”), the several purchasers (individually, a “Purchaser,” and collectively, the “Purchasers”) listed on the signature pages hereof, and for purposes of Sections 2, 3, 4A and 5 only, Credit Suisse, Cayman Islands Branch, individually and as administrative agent for the lenders (the “Revolving Credit Agent”) under the Amended and Restated Credit Agreement dated as of May 8, 2006 (as amended, restated, supplemented or otherwise modified from time to time, the “Revolving Credit Agreement”), and Credit Suisse, Cayman Islands Branch, individually and as administrative agent for the lenders (the “Term Loan Agent”) under the Amended and Restated Term Loan Agreement dated as of May 8, 2006 (as amended, restated, supplemented or otherwise modified from time to tim

FIRST AMENDMENT AND CONSENT TO AMENDED AND RESTATED TERM LOAN AGREEMENT
Term Loan Agreement • March 31st, 2008 • Lbi Media Holdings Inc • Radio broadcasting stations • New York

FIRST AMENDMENT AND CONSENT TO AMENDED AND RESTATED TERM LOAN AGREEMENT dated as of March 16, 2007 (this “Amendment”), among LBI MEDIA, INC. (the “Borrower”), THE GUARANTORS PARTY HERETO, THE LENDERS PARTY HERETO and CREDIT SUISSE, CAYMAN ISLANDS BRANCH, as Administrative Agent (in such capacity, the “Administrative Agent”), and as Collateral Agent (in such capacity, the “Collateral Agent”).

EMPLOYMENT AGREEMENT
Employment Agreement • May 15th, 2006 • Lbi Media Holdings Inc • Radio broadcasting stations • California

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of the 18th day of April 2006, by and between LBI Media, Inc., a California corporation (the “Company”), and Bill Keenan (the “Employee”).

AMENDMENT AND CONFIRMATION OF SUBORDINATION AGREEMENTS
Subordination Agreement • March 30th, 2007 • Lbi Media Holdings Inc • Radio broadcasting stations

THIS AMENDMENT AND CONFIRMATION OF SUBORDINATION AGREEMENTS dated as of July 9, 2002 (this “Confirmation”), is made by ALTA COMMUNICATIONS VIII, L.P., a Delaware limited partnership, ALTA-COMM VIII S BY S, LLC, a Delaware limited liability company, ALTA COMMUNICATIONS VIII-B, L.P., a Delaware limited partnership, ALTA VIII ASSOCIATES, LLC, a Delaware limited liability company, CALIFORNIA STATE TEACHERS’ RETIREMENT SYSTEM, a component unit of the State of California organized under the California Education Code, BANCBOSTON INVESTMENTS, INC., a Massachusetts corporation, and UNIONBANCAL EQUITIES, INC., a California corporation (collectively, the “Investor Subordinated Creditors”) and LBI HOLDINGS I, INC. (“Holdings I” and together with the Investor Subordinated Creditors, the “Subordinated Creditors”), with and in favor of FLEET NATIONAL BANK, as Administrative Agent (the “Administrative Agent”) for itself and for the lenders (the “Lenders”) from time to time party to that certain Amende

EMPLOYMENT AGREEMENT
Employment Agreement • April 12th, 2010 • Lbi Media Holdings Inc • Radio broadcasting stations • Texas

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of the 28th day of December 2009, by and between Liberman Broadcasting, Inc., a Delaware corporation (the “Company”), and Winter Horton (the “Employee”).

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • November 14th, 2007 • Lbi Media Holdings Inc • Radio broadcasting stations • California

This ASSET PURCHASE AGREEMENT, dated July 16, 2007, by and among Liberman Broadcasting of California LLC, a California limited liability company, and LBI Radio License LLC, a California limited liability company, (together, the “Buyer”), KWIE, LLC, a California limited liability company (“KWIE”), KWIE Licensing LLC, a California limited liability company (“License Holder”) and Magic Broadcasting, Inc. (“Magic”, together with KWIE and License Holder, the “Seller”); provided, Magic shall only be deemed a “Seller” for purposes of Section 10 and any provision contained herein the subject of which is, or relates to, the Real Property (as defined herein). Seller and Buyer are sometimes referred to herein as the “Parties” and each as a “Party.”

AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • May 16th, 2011 • Lbi Media Holdings Inc • Radio broadcasting stations • New York

THIS AMENDED AND RESTATED SECURITY AGREEMENT (this “Agreement”), dated as of March 18, 2011, is made by and between LBI MEDIA, INC., a California corporation (the “Borrower”), and the other undersigned debtors (collectively with the Borrower, the “Debtors”), and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH (“Credit Suisse”), as Collateral Trustee (in such capacity, together with its successors or assigns in such capacity, the “Collateral Trustee”) for itself and the other Secured Parties having an address at Eleven Madison Avenue, 23rd Floor, New York, New York 10010. This Agreement amends and restates in its entirety the Amended and Restated Security Agreement dated as of July 9, 2002, by and between certain of the Debtors and Credit Suisse, as collateral agent (as successor to Credit Suisse First Boston, in its role as administrative agent, as successor to Fleet National Bank, in its role as administrative agent), as amended by that Omnibus Confirmation Agreement dated as of June 11, 2004

EMPLOYMENT AGREEMENT
Employment Agreement • July 6th, 2012 • Lbi Media Holdings Inc • Radio broadcasting stations • California

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of July 1, 2012, by and between LBI Media Holdings, Inc. a Delaware corporation (the “Company”), on the one hand, and Blima Tuller (“Employee”) on the other hand (collectively, Employee and the Company are referred to as the “Parties”).

SUPPLEMENTAL INDENTURE
Supplemental Indenture • January 3rd, 2013 • Lbi Media Holdings Inc • Radio broadcasting stations • New York

SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 31, 2012 between LBI Media, Inc., a California corporation (the “Company”), the Guarantors (as defined in the Indenture referred to below) and U.S. Bank National Association, a national banking association, as trustee under the Indenture referred to below (the “Trustee”).

LBI HOLDINGS I, INC. SECOND AMENDMENT TO SECURITIES PURCHASE AGREEMENT, WARRANT AGREEMENT AND SUBORDINATION AND INTERCREDITOR AGREEMENT
Securities Purchase Agreement • October 30th, 2003 • Lbi Media Holdings Inc • Massachusetts

THIS SECOND AMENDMENT TO SECURITIES PURCHASE AGREEMENT, WARRANT AGREEMENT AND SUBORDINATION AND INTERCREDITOR AGREEMENT (this “Amendment”) is dated as of October 10, 2003 and entered into by and among LBI Holdings I, Inc., a California corporation (the “Company”), the several purchasers (individually, a “Purchaser,” and collectively, the “Purchasers”) listed on the signature pages hereof, and for purposes of Sections 2, 5, 6A and 7 only, Fleet National Bank, individually and as administrative agent for the lenders under the Senior Loan Agreement dated as of July 9, 2002, as amended from time to time (“Fleet”).

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AMENDMENT NO.1 TO INVESTOR RIGHTS AGREEMENT AND WAIVER
Investor Rights Agreement • November 14th, 2007 • Lbi Media Holdings Inc • Radio broadcasting stations

THIS AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT AND WAIVER (this “First Amendment”) is made and entered into as of July 10, 2007, by and among (i) Liberman Broadcasting, Inc., a Delaware corporation (the “Company”), (ii) OCM Principal Opportunities Fund III, L.P., a Delaware limited partnership, OCM Principal Opportunities Fund IIIA, L.P., a Delaware limited partnership, OCM Opps Broadcasting, LLC, a Delaware limited liability company (“Opps Broadcasting”), and OCM Principal Opportunities Fund IV AIF (Delaware), L.P., a Delaware limited partnership (each an “Oaktree Fund” and collectively, “Oaktree”), (iii) Tinicum Capital Partners II, L.P., a Delaware limited partnership, and Tinicum Capital Partners II Parallel Fund, L.P., a Delaware limited partnership (together, “Tinicum” and collectively with Oaktree, the “Investors”) and (iv) each Person listed on the signature pages hereto under the heading of “Existing Stockholders” (each an “Existing Stockholder,” and collectively, the “Exis

ASSET PURCHASE AGREEMENT Among A.M. & P.M. BROADCASTERS, LLC LBI MEDIA, INC. LIBERMAN BROADCASTING OF DALLAS, INC. AND LIBERMAN BROADCASTING OF DALLAS LICENSE CORP. RELATING TO THE ACQUISITION OF KNOR(FM) Dated March 18, 2004
Asset Purchase Agreement • March 30th, 2004 • Lbi Media Holdings Inc • Radio broadcasting stations • Texas

THIS ASSET PURCHASE AGREEMENT is made and entered into this 18 day of March, 2004, by and among A.M. & P.M. Broadcasters, LLC, a Texas limited liability company (“Seller”), on the one hand, and LBI Media, Inc., a California corporation (“LBI Media”); Liberman Broadcasting of Dallas, Inc., a California corporation (“LBI”); and Liberman Broadcasting of Dallas License Corp., a California corporation (“LBI Sub”), on the other. LBI and LBI Sub are referred to collectively as “Buyer.”

SEPARATION AND GENERAL RELEASE AGREEMENT
Separation and General Release Agreement • March 30th, 2012 • Lbi Media Holdings Inc • Radio broadcasting stations • California

This Separation and General Release Agreement (“Agreement”), made this 15th day of February, 2012, by and between WISDOM LU, an individual (“Lu”), and LIBERMAN BROADCASTING, INC. (the “Company”), is a separation agreement which includes a general release of claims.

AGREEMENT AND PLAN OF MERGER
Merger Agreement • April 29th, 2005 • Lbi Media Holdings Inc • Radio broadcasting stations • California

THIS AGREEMENT AND PLAN OF MERGER (“Agreement”), dated as of April 27, 2005, is between LIBERMAN BROADCASTING, INC., a California corporation (“LBI”), and SPANISH MEDIA REP TEAM, INC., a California corporation (“Disappearing Corporation”).

ASSET PURCHASE AGREEMENT Among ENTRAVISION COMMUNICATIONS CORPORATION ENTRAVISION HOLDINGS, LLC ENTRAVISION-TEXAS LIMITED PARTNERSHIP LIBERMAN BROADCASTING OF DALLAS, INC. AND LIBERMAN BROADCASTING OF DALLAS LICENSE CORP. RELATING TO THE ACQUISITION...
Asset Purchase Agreement • November 15th, 2006 • Lbi Media Holdings Inc • Radio broadcasting stations • California

THIS ASSET PURCHASE AGREEMENT is made and entered into this 2nd day of August, 2006 (the “Execution Date”), by and among Entravision Communications Corporation, a Delaware corporation (“ECC”), Entravision-Texas Limited Partnership, a Texas limited partnership (“ECC LP”) and Entravision Holdings, LLC, a California limited liability company (“Holdings”), on the one hand, and Liberman Broadcasting of Dallas, Inc., a California corporation (“LBI”); and Liberman Broadcasting of Dallas License Corp., a California corporation (“LBI Sub”), on the other. ECC, ECC LP and Holdings are referred to collectively as “Seller” and LBI and LBI Sub are referred to collectively as “Buyer.”

EMPLOYMENT AGREEMENT
Employment Agreement • January 26th, 2012 • Lbi Media Holdings Inc • Radio broadcasting stations • California

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of November 23, 2011, by and between LBI Media Holdings, Inc. a Delaware corporation (the “Company”), on the one hand, and Frederic T. Boyer (“Employee”) on the other hand (collectively, Employee and the Company are referred to as the “Parties”).

ASSET PURCHASE AGREEMENT Among WORD OF GOD FELLOWSHIP, INC. LBI MEDIA, INC. LIBERMAN TELEVISION OF DALLAS, INC. AND LIBERMAN TELEVISION OF DALLAS LICENSE CORP. RELATING TO THE ACQUISITION OF KMPX Dated July 14, 2003
Asset Purchase Agreement • October 30th, 2003 • Lbi Media Holdings Inc • New York

THIS ASSET PURCHASE AGREEMENT is made and entered into this 14th day of July, 2003, by and among Word of God Fellowship, Inc., a Georgia non-profit corporation (“Fellowship” or “Seller”), on the one hand, and LBI Media, Inc., a California corporation (“LBI Media”), Liberman Television of Dallas, Inc., a California corporation (“LBI”), and Liberman Television of Dallas License Corp., a California corporation (“LBI Sub”), on the other. LBI and LBI Sub are referred to collectively as “Buyer.”

SUPPLEMENTAL INDENTURE
Supplemental Indenture • January 3rd, 2013 • Lbi Media Holdings Inc • Radio broadcasting stations • New York

SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 31, 2012 between LBI Media, Inc., a California corporation (the “Company”), the Guarantors (as defined in the Indenture referred to below) and U.S. Bank National Association, a national banking association, as trustee under the Indenture referred to below (the “Trustee”).

AGREEMENT RELATING TO RELOCATION AND PURCHASE OF KDES-FM DATED AS OF NOVEMBER 9, 2007 BETWEEN LIBERMAN BROADCASTING OF CALIFORNIA LLC AND SPECTRUM SCAN – IDYLLWILD, LLC
Agreement Relating to Relocation and Purchase of Kdes-Fm • November 14th, 2007 • Lbi Media Holdings Inc • Radio broadcasting stations • California

This AGREEMENT RELATING TO RELOCATION AND PURCHASE OF KDES-FM (this “Agreement”) is dated November 9, 2007, by and between LIBERMAN BROADCASTING OF CALIFORNIA LLC, a California limited liability company (“LBI”), and SPECTRUM SCAN-IDYLLWILD, LLC, a Kentucky limited liability company (“Spectrum Scan”). LBI and Spectrum Scan are sometimes referred to herein as the “Parties” and each as a “Party.”

SUPPLEMENTAL INDENTURE
Supplemental Indenture • January 3rd, 2013 • Lbi Media Holdings Inc • Radio broadcasting stations • New York

SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 31, 2012 between LBI Media Holdings, Inc., a Delaware corporation (the “Company”), and U.S. Bank National Association, a national banking association, as trustee under the Indenture referred to below (the “Trustee”).

SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • October 30th, 2003 • Lbi Media Holdings Inc • Massachusetts

This SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of October 10, 2003 (this “Amendment”), among LBI MEDIA, INC. (the “Borrower”), THE GUARANTORS PARTY HERETO (the “Guarantors”), THE LENDERS PARTY HERETO (the “Lenders”), FLEET NATIONAL BANK, as Administrative Agent (the “Administrative Agent”), FLEET SECURITIES, INC., as Sole Lead Arranger (the “Sole Lead Arranger”), GENERAL ELECTRIC CAPITAL CORPORATION and U.S. BANK, N.A., as Co-Syndication Agents (the “Syndication Agents”) and CIT LENDING SERVICES CORPORATION and SUNTRUST BANK, as Co-Documentation Agents (the “Documentation Agents” and together with the Administrative Agent, Sole Lead Arranger and the Syndication Agents, the “Agents”).

ASSET PURCHASE AGREEMENT DATED AS OF AUGUST 8, 2008 BETWEEN KRCA TELEVISION LLC, KRCA LICENSE LLC AND LATIN AMERICA BROADCASTING OF ARIZONA, INC. ASSET PURCHASE AGREEMENT, SCHEDULES
Asset Purchase Agreement • August 14th, 2008 • Lbi Media Holdings Inc • Radio broadcasting stations • California

This ASSET PURCHASE AGREEMENT (this “Agreement”) is dated August 8, 2008, by and between KRCA Television LLC, a California limited liability company, KRCA License LLC, a California limited liability company (together, “Buyer”), and Latin America Broadcasting of Arizona, Inc., an Arizona corporation (formerly known as KDMA Channel 25, Inc., and referred to herein as, “Seller”). Seller and Buyer are sometimes referred to herein as the “Parties” and each as a “Party.”

SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • May 16th, 2005 • Lbi Media Holdings Inc • Radio broadcasting stations • New York

SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of January 28, 2005 (this “Amendment”), among LBI MEDIA, INC., THE GUARANTORS PARTY HERETO, THE LENDERS PARTY HERETO and CREDIT SUISSE FIRST BOSTON, as Administrative Agent and Lead Arranger.

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